Pantophobia
by Sir Bookworm
Summary: All his lives and adventures, the Doctor has picked up a fear of quite a few things. Series of one-shots about things the Doctor is afraid of or has bad memories of. 11th Doctor, Amy Pond, Rory Williams, River Song. **Update: Now complete!**
1. All the Legs and Things

**All the Legs and Things:**

It was a peaceful day on the TARDIS, but never for long. In fact, the Doctor had just taken Amy and Rory to the forest planet of Chibbar, and as they re-entered the TARDIS he rubbed his hands together excitedly.

"All right, where to next?"

Amy groaned and leaned against the railing.

"Doctor, I've been hiking all day in sandals with barely any sole. Can we just get some rest?"

"I'll make some lunch," Rory offered. "It's….this way to the kitchen, right?" He pointed to the left.

The Doctor pointed in the opposite direction. "Down those stairs, through the second door on the left, past the games room, up the spiral staircase, fourth door on your…" he closed his eyes and waved his hand. "….right. Good luck."

Amy left for the Ponds' room, Rory left to try and find the kitchen, and the Doctor began wiping down the TARDIS console. Any specks of dust were quickly found and made scarce.

After about five minutes, the Doctor heaved a sigh and look around.

"This is _boring._"

From the vicinity of the Ponds' room, there was a feminine scream. The Doctor grinned and threw his rag down.

"That's more like it."

The Doctor arrived shortly before Rory did.

"What is it?" They chorused.

Amy was standing in the middle of their room, backing away from a black spot on the carpet.

"It's a spider, an enormous spider! Just fell out of my hair, I must have picked it up on Chabbar!"

Rory began to laugh, and then covered it up with a cough after his wife's glare.

"Sorry. I'll get it for you, Amy. Doctor? Could you please—Doctor?"

The Doctor was staring at the admittedly quite large spider on the ground and slowly backing out of the room.

"I don't like spiders," he said slowly. "They've got all the legs and things."

"Oh, come on!" Amy said, looking up from the arachnid on the floor. "I know you, you're not scared of practically anything."

"A thousand years or so, Amy, I've been around," he said, grabbing the door jamb. "And spiders don't usually get into the TARDIS. If they do, I know that…_she_ is coming for me."

"Uh…who?" Rory asked.

"The Spider Queen," the Doctor whispered, staring at him. "She killed me."

"Wait, wait, wait," said Amy, putting her hands on her head. "What do you mean, 'killed you'?"

"This is my eleventh body, Amy. The queen of the spiders killed my third." The Doctor grabbed Amy's hand and pulled her out of the room. Rory sighed and entered the room to do the honors.

"My friend Sarah Jane and I were on this spider planet. Things….happened. It's—well, it's a long story that I don't care to remember the most of, but in short, there was this enormous queen spider. I ended up being poisoned by her. So now whenever I see an unusually large spider, I think that it could be one of them. Her children, sent to spy on me."

"Er…right," Amy said. "What did you look like back then? Do you keep looking older each body? Would you look five or something in your third body?"

"Don't be ridiculous," he scoffed. "I'm sort of getting younger, actually. Not steadily, but my past few bodies have looked much younger than my first. Third body had some _great _fashion sense—"

"—well, that's changed," Amy muttered.

"—and gray hair. And some cool martial arts skills. And…well, I wouldn't say that he liked guns, but he certainly used them a lot more than I do."

"So that body died…and turned into what?"

The Doctor's eyes went distant. "Four. I can't say that my fashion sense was much better in that body. But I had wonderful curly hair. People kept pulling it, for some reason."

"Well, that's done," Rory said, emerging from the Ponds' room holding a balled-up tissue.

"Good," said the Doctor, running back down the corridor. "I'll drop us off on the ocean planet of Aquafortis and we can throw it in the water."

"What were you two talking about?" Rory asked Amy as they followed him.

"Some very…revealing stuff. We'll have to ask him more about it later."


	2. Compost of Doom

**Compost of Doom**

Amy was out with friends, so Rory had decided to stay home and work on the yard. He was just digging at a pile of compost when a familiar _vwooorp vwooorp _filled the air. Leaning on his spade, Rory calmly watched as the TARDIS materialized.

The door swung open and the Doctor stepped out, looking around. When he saw Rory, he bounded forward and gave him an awkward one-armed hug.

"Rory the Roman! I'm in the right place, aren't I? Leadworth?"

"Yes, you're here. But why are you here, Doctor?" Rory asked.

"Oh, just wanted to check on you two. There was a red pond in Syndacalisto that reminded me of Amy." He looked around. "Er, where is she?"

"Out with friends," Rory explained. "I'm just working on the garden here. We've got a compost heap going here."

"Oh, that's nice—a _what_?" the Doctor practically screeched, his voice shooting up several octaves.

"A…compost heap?" Rory said, confused. "Is that okay?"

"Yeah, I just…whoo. Don't spring words like compost on me, please." The Doctor rubbed his chest where his two hearts were beating out in triple-time.

Rory leaned on his spade again and looked at the Doctor carefully.

"Is this like the spiders? Did compost of doom try and eat you on the…garbage planet of—of-"

"No, no, no, it's nothing like that," the Doctor said, waving a hand dismissively.

"Oh."

"I was almost turned into compost."

"_What_?"

"It was on Earth, not far from here, actually," he said, eyes sliding out of focus as he remembered. "This was when I was in my fourth body. My friend Sarah and I had been asked to take a look at these seeds in Antarctica. They were Krynoids, from another planet."  
"Aren't they always from another planet?" Rory muttered.

"Lots of things happened." The Doctor continued, rolling straight over Rory's interruption. "There were explosions and walking plants and I was tied up more times than I can count. But there was this madman who was obsessed with plants who wanted the Krynoids for himself. He had this compost machine that I got tied up and put into."

"He wanted to grind you up and turn you into compost?" Rory asked, making a face. "Ew. So what happened? How did you escape?"

"Oh, Sarah came and—NOT THAT BUTTON, THE OTHER ONE!"

Rory jumped back as the Doctor suddenly yelled something in a deep voice.

"Did I say something?" the Doctor asked pleasantly.

"You yelled something about a…a button?"

"Oh, right. Memory's a tricky thing with Time Lords. If you go too far back, you start to become your previous selves again."

"So…the compost machine?"  
"Oh, right. Sarah came and switched it off. Later I had to get _her _out of it, but…yeah. I honestly thought I was going to be ground up and spread all over a flower bed. Wouldn't have been able to regenerate."

"Ick," said Rory. "That's pretty gross."

"It rather was, yes. Can I come inside? Might as well see how things are doing while we wait for Amy."  
"Sure, come on in."

Before going through the front door, the Doctor cast one look back at the compost heap and shuddered.


	3. Un Bel Di

"Welcome to Earth point five, Ponds," said the Doctor, spreading his arms wide to encompass the futuristic city street. "Half as small as the original Earth, and much smaller than the later planet of New Earth. This is the Third Human Empire's back-up plan."

"Third?" Amy repeated. "How many human empires are there?"

"Six," the Doctor replied, steering Rory around a pile of garbage that was moving slightly. "Your daughter is fond of hanging around the fifth in the fifty-first century."

"Crowded city, is it?" Rory asked, noting the crowds they were trying to maneuver through.

"Oh, _yes_!" the Doctor exclaimed. "The whole planet is. And you know what you get when you throw a lot of different people together."

"Garbage?" Amy quipped, shaking some off her shoe.

"Well, yes," the Doctor conceded. "But I was looking for the word 'culture'! I mean, look at this—"

The trio stopped outside the front of an enormous building constructed of stone, metal, and glass tubing.

"What is it?" asked Rory.

"An opera house. THE opera house, in fact. The largest on in history."

"Well, can you psychic paper us inside?" Amy asked, waving her hands.

The Doctor made a face. "Yeah, I _could_, but I'm not going to. I hate opera. In fact—"

The rest of his words were drowned out by music suddenly issuing from speakers on the outside of the building.

"_Un bel dì, vedremo  
levarsi un fil di fumo_…"

The Doctor's eyes went wide, and he clapped his hands over his ears.

"No!" He yelled, staggering around the street wildly. "For Rassilon's sake, not _Madama Butterfly_! Anything but that!"

Amy and Rory exchanged a look, and rushed forward to each grab one of the Doctor's arms.

"I used to love Puccini!" he moaned. "I listened to that stupid opera all the time!"

The Ponds began to drag him away, out of the crowd.

"And then I had to go and get shot!" he continued, oblivious to being pulled into a (mostly) empty alleyway. "And Dr. Grace Holloway wouldn't listen, and she played Puccini! _While she killed me_!" he yelled to the green-tinged sky. "I told her, I did, but nooo! Oh, don't worry, let me stick this probe in your chest! I'll save you!"

"What's wrong with him?" Rory muttered to Amy.

"No idea," she whispered back. "Apparently opera sets him off."

"I swore I would not die to elevator music!" He bellowed. "And what happened? _I died to Madama Butterfly!_"

"Right, let's get him back to the TARDIS," said Amy decisively. "He can get it out of his system in there. We're attracting too much attention."

An hour or so later, a much-subdued Doctor entered one of the TARDIS's many lounges, where Amy and Rory were cuddling on an alarmingly green couch.

"Er, sorry about that," he said, fiddling with his braces. "I went so long without hearing that music, so when it came it was a bit of a shock."  
"So, adding Puccini to our list," said Amy.

"Er—what list?" the Doctor asked.

"The list of things not to mention around you," explained Rory. "Also on the list are spiders and compost. Oops."

"Did you say _compost_?"


	4. Merry Mannequins

Amy had decided that she, Rory, and the Doctor needed to go Christmas shopping. Rory just sighed and agreed, but the Doctor had mixed feelings.

"You mean…like a mall?" he asked warily.

"Well, yes," Amy laughed. "I thought you loved Christmas."

"My last few Christmases haven't been the best, Amy," the Doctor said, putting down his holiday knitting magazine. "Think about the one two years ago—that ship you two were on nearly crashed!"

"Er…all right, but what about the one before that?"

The Doctor sported a thousand-yard stare.

"That one was…eventful. You know how I can regenerate?"

"Yeah?"

"Well, Christmas 2009 was when I last regenerated."

Amy winced. "Oh. I see. So Christmas brings back memories for you, huh?"

"To say the least, yes."

Amy waited for a minute, and then burst out,

"But what have you got against _malls_? And shopping! You know, snow? Carolers? Seeing Santa?"

The Doctor sighed and got up from the Ponds' couch. "Fine, I'll come. But it has to be said that the only time the real Santa's ever been to a department store was 1987, and we were chasing down a rabid robotic reindeer at the time."

Amy and Rory just looked at each other and shrugged.

After some bad driving on Amy's part, they arrived at the mall in Gloucester. She immediately dragged them into the clothing stores. The Doctor, Rory noticed, was growing increasingly edgy until finally, with both their arms full of bags, he burst out,

"Doctor, _what's wrong_? You're so touchy."

"Those mannequins," the Doctor said softly. "Do you see them?"

Rory's head turned over his shoulder excruciatingly slowly to look at the mannequins in the window display behind them.

"What about them?"

"Are they moving?"

"No. Why would they be?"

The Doctor breathed a sigh of relief. "Okay, good, I thought I saw…whew." He continued in his regular jovial voice, "Nestene consciousness. It can control plastic, typically in the form of window-shop dummies, for some reason." He looked carefully at Rory. "Ring a bell?"

Rory was momentarily confused, and then his face twisted in pain. "Oh. OH! _Oh_."

"Yeah. Sorry to bring up painful memories and all, but now you understand my fears."

Rory nodded.

"So, boys, how's it going?" Amy asked, twirling towards them in yet another blue dress. "What d'you think of this one?"

"It's…fine, lovely, yes," said Rory. "Could you hurry up a bit, Amy? I'm starving."

"Just three more!" she said happily before ducking back into the changing room.

"So…mannequins. Encountered them before, have you?" Rory asked.

"Yes. In 2005, just a few hours after I'd regenerated again. You probably wouldn't remember it and besides, I don't think the signal got any further than Central London."

"Shop-window dummies everywhere?"

"Shooting people, yeah. Luckily I had a bit of help and stopped the Nestene Consciousness with anti-plastic."

"Help? Who from?"

"Oh, a girl…" the Doctor said uncomfortably. "But that was a long time ago and probably doesn't matter anyway."


	5. Eldrad Must Have Candy

The Doctor rarely landed on Halloween, but tonight seemed to be the exception. He stepped out of the TARDIS and onto a dark street smelling faintly of pumpkins and spices. An autumn breeze blew past, whipping his hair and clothing. He grinned.

"Halloween, eh? Cool." He pulled a fez from his pocket and put it on just as three small children ran past. Or rather, a fairy, a skeleton, and a witch. They paused outside the blue police box.

"Nice costume, Mister!" The skeleton said. "What are you?"

"I'm…a doctor," he said lamely. The kids looked at each other and shrugged.

"See ya later!" They continued down the street and rang the doorbell of the first house. Their voices faintly chorused "Trick or treat!"

"Yes, well, this seems to be…Amy and Rory's street," said the Doctor, spinning slowly in a circle. "And their house is that way." He pointed ahead of him and then did a half-turn to his right and went down the street.

Several false starts later, he rang the doorbell of what he was sure, this time, was Amy and Rory's house.

"Can you get that, Rory?" Amy's voice came from inside. A few seconds later, the door was quickly pulled open by Rory, wearing a shirt with a spider on it and holding an orange bowl.

"We've got snickers, we've got Reese's, we've got—oh. Hello, Doctor."

"Trick or treat!" The Doctor yelled. "Happy Halloween." He looked down at the bowl. "Ooh, I love candy, let's see." He reached in, only to have a green hand clamp down on his and a disembodied voice to say

"_Want some candy?"_

"Eldrad!" the Doctor screeched, falling backwards off the porch. Rory hurried forward to help him up, laughing.

"It's only a trick bowl, Doctor. Doctor?"

The Doctor's face was white as he picked himself up off the ground.

"I thought—that was—Eldrad—in your—candy bowl."

"Eldrad?" Rory asked. "Who's Eldrad?"

"Long story. Evil alien leader, only part of them that survived was their hand, possessed my friend Sarah, tripped him over a cliff. Can I come in?"

Rory held the door open for the Doctor, calling inside to Amy,

"The Doctor's here! Get him some cider!" To the Doctor he said, "A lot happened to your friend Sarah, huh?"

"Oh, _yes_. Then again, a lot happened to me back then. Remember I was telling you how I met her while you two were on the honeymoon asteroid?"

"What about our honeymoon?" Amy asked, bounding up with a steaming mug. "Here you go. Nice to see you."

"How long has it been?" the Doctor said into his cup.

"About a month. You were talking about our honeymoon?"

"Oh, right. Well, the disembodied hand in your candy bowl reminded me of an alien my friend Sarah Jane and I faced named Eldrad. I was reminding Rory of the time that I met Sarah Jane while you two were on your honeymoon."

"Something to do with your funeral and evil vultures?"

The Doctor snapped and pointed at her. "That's it. Sarah's great, you two would love her. She's got a son, last time I checked, but he was at university."

"Why did a hand remind you of Eldrad?" Amy persisted. The Doctor rolled his eyes.

"Let me sit down first before I go into the long complicated story. Do you guys still get the subscription to my knitting magazine?"

"Yes, we get your stupid magazine every month," Amy said, dragging a box out from under the couch. "Here's all the back issues."

"Ooh, lovely," the Doctor said as the box was plopped into his lap. "Now, let's see. Eldrad…"


	6. The Sound of my Straw

"Fifty-six," River announced as soon as she saw the Doctor outside of her cell door.

"Sorry, dear?"

"That's how many times I've broken out of jail." She waved a piece of paper with tally marks on it through the bars. "This is our fifty-seventh time. Where are we going?"

"Well, I was bored and in Amy and Rory's time it's summer. I thought, 'Why not break River out again and take her on a picnic?'"

River grinned. "Why not indeed?"

She stood up and grabbed her purse, but the Doctor held up a hand.

"Wait. TARDIS journals."

River nodded, and they both pulled out their worn blue books and began flipping through.

"This is pretty late for you, isn't it?" The Doctor asked. "Pandorica?"

"What's that?" River asked without looking up.

"Oh, young me. Go easy on him. Silents?"

"Yep. That was three months ago."

"Stevie Wonder on your birthday?"

River looked up and grinned. "That was fun, wasn't it? Last month. Then Demon's Run, later that day."

The Doctor grimaced and nodded. "That was about six months ago for me. I think we're up to date."

They snapped their notebooks shut at the same time and strolled out of the jail while the alarms went off.

It was a hill on the Eye of Orion, overlooking some very picturesque ruins.

"Not exactly sunny here, is it?" River remarked as she opened a bag of crisps.

"No…" admitted the Doctor, looking up at the cloudy sky. "But can't you feel all that positive healing goodness, your body just soaking it up? Hmm." He took a deep breath and closed his eyes. "Just like Barcelona. Only I go there more often, because it seems like every time I come here, something happens."

"Like what?" River asked, popping a straw into a carton of juice. She took a sip, the straw making a slurping noise.

"Oh, like—" the Doctor suddenly jumped up at the sound of the straw, his eyes snapping open. "What was—oh. Juice…straw…right. Whew."

River held up the juice carton. "You were scared by the sound of my _straw_?"

"Hey, certain sounds set me off! Somebody drank most of my blood with a straw once."

River frowned. "Is that even possible?"

"It is with a plasmavore."

River shuddered. "Ugh. Plasmavores. Renegades, criminals, hiding all over the galaxy, drinking people's blood. Can't stand 'em."

"Well, you should have met them when they had a multi-planetary empire," the Doctor said, wincing. "I went to their prison planet once, Callax. That was a disaster."

"So, drank _most _of your blood?" River asked, pressing for the whole story. "How did you survive?"

"Well, since she was a plasmavore, she wasn't exactly drinking my blood. More like…the idea of it. My friend Martha Jones was there. That was the first time I met her. She performed CPR on me, saved my life."

River song made a face. "She saved you from blood loss by doing CPR?"

The Doctor looked down. "Now that you mention it, it's amazing that it ever worked."

"Let's just be glad it did," River said, twining her fingers through his.


	7. I've Fallen Like Them

The man in tweed stands at the top of the building, looking over the city. His shoulders are slumped. A pigeon lands beside him and cocks its head curiously.

"Pigeons," the man says with a smile. "Always want to know the answer, don't you?"

He kneels down and pats it on the head. "I know you're wondering what I'm doing up here. I don't mind telling that you I'm thinking."

He sighs and looks out over the city again. "What about? Well. Mostly, I'm remembering. Remembering them. I know how it feels, you know. To fall. They chose to. I didn't. I've fallen like them before, and it hurt. But not as much as it hurts now."

He looks down at the pigeon. "I was alone. They had each other. There were so many people I needed, but all I had were children. Brave children, but I barely knew them." He stands up. "It's always a choice, isn't it? Choose to jump. Choose to regenerate. I'm afraid, pigeon. I'm so very afraid." He casually sticks a foot over the side. "I guess I'm just a coward. I remember the sensation all too well. First it's a terrible jolt, with the wind rushing past your face. The bottom drops out of your stomach and then you're just waiting to hit." He takes a deep breath. "I don't want to feel it again. They moved on, they had to. So do I.

He turns and walks towards the door to the stairwell. "I'll move on. I always do."


End file.
